To Rule or to Save
by RavenOfFrost
Summary: Penny is alive, but hates Billy for the incident at the shelter. Still pining for her, Billy forces himself to accept the fact that the girl of his dreams loathes him while being in the E.L.E is starting to take its toll as Dr. Horrible is starting to take control.
1. Chapter 1

**Everything belongs to Joss Whedon. Hope you enjoy!**

* * *

Standing before the door to the laundromat with a basket of laundry in his hands, Billy took a deep breath. It has been two weeks since the incident at the shelter, so she had gotten over it, right? Not only that, Penny had broken up with Captain Hammer- Who fled the scene immediately- so she hadn't had anyone to talk to. But even if she didn't, why should she talk to him? She recognized him behind the goggles and white lab coat and was _scared_ of him. The memory of the horror and disbelief on her face still shook him- Never seeing such negative emotions in her dark-hazel eyes before. Not only that, but she _ran_ from him. She actually _ran_ away from him.

Yes, his intention was to kill, but it was meant for Captain Hammer. He was the one supposed to die, not the young fangirl! He knew that the Death Ray was acting up, but he never knew that it would _explode_ into countless shrapnels of death flying through the auditorium like bullets. The image of the young black-haired Captain Hammer fangirl laying on her back with a piece of Death Ray impaled in her forehead with her friend crying at her side still sent chills through his being. She was no older than twenty-three with a whole life ahead of her.

He took that all away from her less than a second. Not only that, he warned her that he could bring pain. He didn't bring just pain- He brought death.

However, if it wasn't for her death, he would not be in the Evil League of Evil, so he had something to be grateful for… Right? Yes, he lost of the girl of his dreams over it, but maybe, just maybe, she would forget the whole thing, but he had feeling that this wasn't the case. He knew she wouldn't get over it and the horror on her face told him so. That was the last time he had seen her.

Mustering up his courage, he casually opened the door, entering the familiar territory of the laundromat, and there was Penny, the lovely redheaded woman, placing her clothes in the washer. Nothing had changed about her as she still had her hair down, dressed in jeans, red blouse, and lime-green sweater- Still beautiful as ever.

Not wanting to draw attention to himself, Billy approached the washer two machines down, opening it, and began to place his clothes inside. Then noticed on the corner of his eye, Penny began to stiffen. Trying to not to notice, he continued doing his chore, until it was obvious that she trying to stay relaxed. Taking a small breath, he forced himself to face her with concern- Which he actually was- trying to act like the friends they used to be. "Is something wrong?"

Penny gave him a small glance, rushing her chore. "As if you don't know, _Doctor_." She growled the title as if left a bad taste in her mouth.

Billy gave a small swallow at those words.

She practically dumped the rest of the clothes into the machine, slamming it closed. "You're a sadistic murderer, Billy," she coldly stated, shoving four coins into the coin slot. "You tried to kill Captain Hammer, but instead, you got a girl killed."

"I didn't like the way he was treating you," he meekly stated, knowing that it was a lousy argument, but it was the truth. He was trying save her from a bad relationship and to love her himself. "He even ran off." It was not surprising to find the hero gone right after the Death Ray exploded. He was coward at heart.

Penny whipped a death glare at him, nearly making his face pale. "Murderer," she spat, grabbing her basket and stormed to the door.

"Penny," he tried as he turned around, watching her with heartbroken eyes. "Just please listen-"

"Why?" She snapped, turning around to face him and approached him. "You lied to me. You're not just Billy, you're Dr. Horrible, a murderer. Everything I told you, you could've been using that information for your own personal gain." Her eyes were locked on his own. "I don't even know who the hell you are. I don't even want to see you again, Billy." She whipped around, shoved the door opened, and left.

Hanging his head, Billy slowly returned to his clothes, lifelessly dropping them into the machine.

* * *

"She hates me," he murmured to Moist, his best friend and henchman, at his apartment after returning from the laundromat as the two of them were sitting on the couch- Well, Moist was standing by it.

"She just needs time to think it over," his soggy friend replied, giving a sad, supportive smile.

"No, Moist," he sighed, resting his elbow on his knees, eye staring at the floor. "This is different. She even told me that she never wanted to see me again…"

"Give her time," he repeated quietly, staring at him with kind, dark eyes.

Billy raised his head, looking at his friend for a moment then back to the floor, slowly nodding his head.

That was exactly a month ago.

Thinking it has been long enough for her to think it through, Billy heeded his friend's words and returned to the Coin Wash laundromat with hamper of clothes in hand. Taking a deep breath before the glass door, he opened it and right when he saw Penny, agony filled his heart. Gathering up his strength, he continued to do laundry, acting as if nothing was wrong at all. He forced himself not to even glance at the lovely woman two washers down as her pink jacket would catch his eye. _Say something. Anything,_ he mentally hissed. Lightly sighing, he turned to the girl of his dreams with a heavy heart, using the washer as support. "Penny…"

She just continued to place her clothes in the machine.

"Penny," he tried, "Obviously I'm not the guy you thought I was-"

She gave no sign that she was listening.

He continued, "I hate Captain Hammer for many reasons and what he said about you-"

She emptied the basket, closed the lid, slipped four quarters in, turned the machine on, gathered the basket, and briskly walked past him.

When he heard the door closed, he turned away with a heavy heart, forcing himself to finish his laundry. When he returned to his apartment almost two hours later- Due to the wash and dry cycles- he was still lifeless as her actions repeated in his mind.

Moist was wrong… She'll never get over this.

That same night, Billy drew the goggles over his blue eyes as he returned to create another weapon for the Evil League of Evil at ten at night, dressed in a blood-red coat and black gloves. For three months Penny had never left his thoughts and right now, he was going to force her completely out and replace her with plans. She hated him, after all.


	2. Chapter 2

The newest gun was basically an upgrade from the Death Ray that was brutally destroyed and the blueprints were done- Now, it was only means were building it. Days and nights past as Dr. Horrible was working nonstop on it- Unless there was an E.L.E meeting- and when Penny would enter his mind, she would immediately be replaced by the task before him. He was Dr. Horrible. He didn't need a woman to pine over or think about. He had work to do! Important work that was on the road to ruling the world. A week had past since talking to Penny and everything was going better than he thought… Kind of. There were still mental pulling of taunts about how she hates and fears him like everyone else, but it came with the territory. He had to let her go, so he would continue to work.

Until there was knock on the front door.

Blinking his eyes, the doctor raised his head from his arms, finding himself at his desk with the lamp still on. Rubbing his face, he removed the goggles from his forehead, blinking to wake up.

The knocking continued.

He turned off the light, then sat up, wincing in pain from a stiff back from being hunched over all night… Again. At least it wasn't a second night in a row. He stood up, left the lab, closed the secret entrance to the lab, then walked over to the door. "Who is it?" He called.

"Moist."

He opened the door to his soggy friend, who was holding a small pile of mail with a concerned smirk.

"Got your mail."

Horrible took the mail. "Thanks. Sorry, but I have to work."

Just as he was about to close the door, his friend asked, "You fell asleep at your desk again, didn't you?"

He heavily sighed, narrowing his eyes in annoyance. "Yes." He did not have time to chat. There was work!

"Doc, you should go to bed at night. It's better than waking up with a bad back." He gave a small smirk, then the concern returned. "You've been working a lot more lately."

"Well," he gestured to the lab with a lazy arm, "I have a lot of work to do."

"Yeah, but the ray doesn't have a deadline for two months," Moist pointed out.

"I want to get it over with," he hissed.

"No, you want to forget about Penny."

Billy groaned as he started to walk in the living room with his friend following, closing the door. "So what if I am? Is that a _bad_ thing?" He whipped back to him with a hard gaze. "I'm Dr. Horrible! I don't need to think about anyone." Did anyone _not_ realize this beside him? He _needed_ to forget about her.

"You're not wearing your goggles," his friend dryly pointed out.

Glancing at the goggles in his black, gloved hand, he threw them on his forehead. "Better?" He sarcastically asked, not really caring at the moment.

"I guess…" He murmured.

"Look," he began, dropping the mail off on the counter of the kitchen as he headed to the lab. "I have work to do and-"

"Man, you've been locked up for a week and-"

"What was the difference after I joined?" He challenged, turning around, locking gazes with his friend. He understood that Moist was concerned, but he will get over Penny. It was only a matter of time. Didn't he understand that?

Moist took a deep breath, dark eyes slowly drifting away, then looked back at him. "I just don't want the loss of Penny or the League to change you. You're a smart guy, Doc. Things'll smooth out." He began to walk to the door. "See ya later." He opened it, then left, closing it behind him.

Billy took a deep breath, lightly shaking his head. Sliding the goggles over his eyes, he open the secret door to the lab, and just as he was about to walk in, he remembered that he didn't check his mail. Briskly returning the kitchen counter, he flipped through the advertisements, and sure enough, there was an envelope with a silver wax seal of a horseshoe. He quickly tore the envelope, pulled out the folded letter, and thoroughly read it.

The words in the letter made his heart skip a beat.

Los Angeles…

The Evil League of Evil… Was going to take over Los Angeles as soon as he finished the new Death Ray.

Funny.

He was planning on ruling the world, not alone, but not with an organization, either.

Releasing a sigh, he set the letter aside, mentally agreeing to it. If this was the path to world domination, then so be it. The world was going to burn and he was going to make sure that it was going to happen. If only Penny was there to rule it with him…

Shaking the thought from his head, he made his way to the lab. With or without her, he was going to rule the world and right now, in the direction things were heading in, she was going to burn with it.

* * *

Moist would notice that his friend's mail would start to climb. Sighing, he picked the mailbox lock, removed the mail, and when he flipped through the dates, his eyes grew wide. Closing and locking his friend's box, he walked to the elevator, pressed the button to the second floor, walked down the hall, knocked on the fourth door on the right, and waited.

Then knocked again.

And again.

He raised his hand to knock on it again, until the door opened to a gaunt Billy with tried, dull eyes, dressed in casual clothes. His face was tried and looked unhealthy. "My God," Moist murmured, eyes growing wide in horror. "What happened to you?"

Billy silently snatched the large pile of mail and was about to close the door, but Moist caught it.

"Doc," he said, looking his friend in the eyes. "This is serious. What is going-"

"I'm working on something," he hissed, trying to sound threatening, but the choking in his voice was almost like a silent beg for help.

He slowly shook his head. "No. What you need is sleep and food. You have been eating _and_ sleeping, haven't you?"

"I was sleeping when you knocked," he quietly said as if speaking was a chore.

Moist looked at the clock on the left wall, reading one in the afternoon, then looked back at his friend. "Really?"

Billy rolled his eyes, about to close the door again.

"Man, what is going on?" Worry started to leak through. "Your mail has been sitting there for the past five days. Wha-" Then it clicked. "You got a letter from Bad Horse, didn't you?" He quietly asked.

"He's going to take over Los Angeles when I finish a weapon." He lightly shook his head, eyes starting to try to stay awake. "Can we talk about this later? I can't-"

Moist nodded. "You get sleep and I will come back to check on you." He looked his friend in the eye and said, "You take care of yourself, Doc, and if you need anything, let me know."

Billy gave a weak nod, then closed the door.

The League was going to take over Los Angeles as soon as the Doc finishes something? That was not good. That was _definitely_ not good. He understood that was his friend's dreams, but not in this condition. Something was wrong with his friend and he had to save him. As if knowing exactly what to do, Moist hurried to the elevator, pressed the first floor, trying to think of a plan.


	3. Chapter 3

Penny was resting on her blue couch, watching a romantic comedy to kill some time before she had to head over to the homeless shelter. Considering it was Saturday, she didn't have work and could relax on her own leisure. Until there was a knock on the door, she paused the film, got up, and walked to the front door on the right, opening it to a short, drenched man.

"Hi," he began with a nervous smile, looking at her with kind, brown eyes. "Are you Penny?"

"Yes?" She asked, uncertain. How did this man know her?

He gave a nervous chuckle. "Sorry. My name is Moist and I'm a friend of…" His voice faded as if he was thinking about it as his smile disappeared, "Billy."

The name alone made her frown and heart pained. "What do you want?" She coldly asked.

The last time she saw Billy was a couple of weeks ago. She couldn't see him as her friend anymore, but the man behind the lab coat and goggles, who killed an innocent girl- Not to mention attempted to kill Captain Hammer. He was a murderer and has gotten away with it. She didn't even have the heart to turn him in because every time when she would see those blue eyes, it churned her gut with anger and heartache. He wasn't just Billy anymore… He was Dr. Horrible, a murderer who worked with the Evil League of Evil.

Moist gave a small shake of the head as if uncertain. "It was stupid of coming here, but I just don't know what-"

"Moist," she said, staring at him, knowing that something was wrong. "What is wrong with Billy?"

He looked back at her and worry flooded his dark eyes. "Something bad is happening. Billy is losing it. He hardly eats and sleeps- I'm really starting to worry about him and he won't listen to me."

Worry tugged at her own heart at those words, but stayed distant. She didn't know if this man really was telling the truth about her former friend. It was probably a way to get them talking again. She crossed her arms, trying make herself confidant. "And what makes you think he'll listen to me?"

His eyes didn't leave her own as if his own heart was aching. "He loves you," he quietly murmured.

Love?

They only started talking a couple of months ago. How could he love her?

Penny just blinked at him, not knowing what to say.

Moist gave her an uneasy smirk. "Can you just talk to him?"

"And say what? Your friend is a killer, Moist, and I want nothing to do with him." It was brutally honest, but when murder was involved, it was very serious.

Moist's eyes grew wide, desperate. "I'm afraid that if he doesn't snap out of it soon, something bad will happen. Like really, _really_ bad. I know he's done something terrible, but the Doc-"

"Billy obviously has problems and it came through," she sadly stated, taking a step back, preparing to the close the door on the man. "I'm sorry, but I can't help."

Just as she was about to close the door, he announced, "He's going to take over Los Angeles!"

Freezing for a second, she looked back at him, locking gazes. "What?" She whispered, wondering if she heard right.

Moist closed his eyes, saying, "The Doc and the League are going to take over Los Angeles." He opened his eyes again, staring at her. "I know this is Billy's dream to take over the world, but not in this condition. He's not Billy anymore and I'm afraid if Doctor Horrible completely takes over, it'll be the end for everyone."

Looking away, Penny began to think about it.

Billy was definitely was unstable and if someone unusable like Billy tried to take over Los Angeles- Let alone the world- had "doom" written all over it. If she was able to snap him out of it, then she'll try, but there was no way that she was going to trust that sadistic liar again. Looking back at Moist, she said, "Okay. I'll talk to him. When do you want me to come?"

"Tomorrow?" He sounded uncertain.

She nodded, giving a small smile. "Sounds good."

"Um…" He pulled a piece of damp paper from his jacket pocket, handing it to her. "Here's his address. I wrote it down before just in case."

Penny slowly picked the paper with two fingers, trying not to seem rude.

"Sorry," he nervously smirked.

Smiling kindly she said, "It's fine." She looked at the address, then back to him. "I'll head over there tomorrow, Moist."

A grin of relief spread on his glistening face. "Thank you. I didn't know who else to come to, but you. I'm sorry for the intrusion and-"

She shook her head, still smiling. "No, it's fine. I understand."

"Bye." He gave a small wave, then left.

Penny's smile faded as she closed the door, looking back at the address, sighing. "Billy, what have you done now?"

* * *

The white door made her feel like a hesitant criminal about to trespass as she was just standing there, wondering if she should knock or leave. By the sound of what Billy's friend told her, he had no where to run to for help for his friend. Not only that, but was it true that Billy had loved her? Even if it was true, Billy was not the man she thought he was and wanted nothing to do with him, but if the fate of Los Angels- Let alone the world- laid within his hands, then she had to stop him.

Taking a deep breath, the redhead knocked on the door.

When there was no answer, she knocked again.

And again.

"Billy?" She called as concern nipped at her heart. "Are you in there?"

When she heard footsteps on the other side of the door, she nearly gave a sigh of relief.

Then the door opened to Billy, who looked like a dead man and the sight nearly made Penny's heart plummet. "Penny?" He choked with tired, blue eyes that had lost their light. "What are you doing here?"

"Are you okay?" She whispered, just staring at him with large eyes. Of course he wasn't okay! This is what Moist was talking about and he sure wasn't kidding! "You look terrible."

He just slowly blinked. "I'm fine," he murmured, as if not wanting to talk. "You don't have to be here."

"I know I don't," she quietly admitted. "I wanted to check on you."

Confusion entered his eyes. "How did you even-"

"A friend of yours told me."

"Moist," he snarled, looking away with anger.

"He was worried about you and-"

"I don't need anyone worrying about me," he snapped, whipping his cold gaze back to her. Behind the anger, she could somehow seeing the real Billy struggling somewhere inside.

Penny took a deep breath and stepped forward. "Billy," she quietly said, not taking her eyes off the broken man before her. "You changed."

"I'm with the League, you know," he spat, looking away.

"Your eyes lost their shine…" She whispered as her heart was now being tugged at. Even though he was murderer, this was not Billy. This was someone else and she new that Billy was still there. The funny, shy, sweetheart Billy was still inside this shell and he was struggling for breath. She could see it written all over his face. That, or this was actually the real Billy.

As if her words chipped at the shell, he stepped aside, allowing her to enter.


	4. Chapter 4

Billy was trying to convince himself that he was officially losing his mind as he was hallucinating Penny, but knew he wasn't. She knew about Moist and that was one thing that she did not know… Unless it was a hallucination. But no. She was not- She was real and was standing in his apartment. When his unexpected guest sat on the brown couch, he looked away as his heart was starting to grow nervous and mentally kicked himself. Of course when he was trying to forget about her, she shows up at his front door! What did she even want? To help him? Ha! She hated him.

"Why are you exactly here?" He asked, turning to her with curiosity.

She looked up at him with those concerned hazel eyes.

Can she just look away? Just for one second? It was mocking him- Tearing guilt into his heart for what he could've had.

"Moist said you needed-"

"Help, yeah, I got that," he snapped, almost startling himself. Never had he snapped at Penny before and the guilt pinched him. Sighing, he rubbed the back of his neck, eyes drifting away. "Sorry," he murmured. "I'm just tired…" That wasn't a lie.

She stood up, still concerned. "Then maybe you should res-"

He held up a hand, not wanting her worry, and looked her in the eyes. "Don't," he heavily sighed, slowly dropping his hand. "What exactly did Moist tell you?" He just stared at her, refusing to blink, refusing to show weakness in front of her. He was Doctor Horrible. He was supposed to be intimidating.

"He said that," she took a deep breath, her gaze dropping, "you were going to take over Los Angeles soon…"

 _Dammit, Moist!_ Billy roughly looked away. Why the hell did Moist say that for? He could have ruined the League's plans! No. He couldn't. He just wanted Penny to try to help and stop them- To stop _him_. She won't stop him. He's Doctor Horrible. She was never going to stop him! But Moist… If his own best friend was going to betray him and the League, things will get ugly… But his own friend? Really? He has to talk to him soon.

"You want to rule the world?" Penny's voice shattered his thoughts like a train wreck, earning his attention. "Why would-"

Billy slowly looked back at her in the eyes. " Society is corrupt and the status is not quo," he grimly stated. "I-" He looked away, then whipped his gaze back. "Look, if you're here to stop me, it's not going to work. The plan is already set in motion and-"

"Billy." Her voice was so calm and sweet that it almost irritated him. Why was she being so nice? Why wasn't she yelling at him? She hated him! "Who are you really?" She just stared at him, searching for the the answer in his eyes.

What could he say? That he is Dr. Horrible with a PhD in Horribleness? That he was going to the world's ruler in by the end of the year? That his sanity was slipping from him due to guilt from the murder, losing the girl of his dreams, and was going to have more power than a human can have in months time? "What do you mean?" Was the only thing that came through.

"Who was I talking to before all of this?" Pain entered her lovely eyes. "Was that an act to get at Captain Hammer? Were you manipulating me? Was that really you or Dr. Horrible?" She was now looking at him as if he was a stranger.

Billy slowly shook his head, taken aback by her words that tore at his heart. "An act?" He asked with a small smirk, remembering the times he laughed and talked to her. "That was not an act. That was… Real. All of it was real." He released a small breath, not taking his eyes off her own. "How could anyone ever do that to you?" His voice was quiet.

"So at the laundromat, that was you? Everything we talked about was all you? Billy?" Her eyes were large, hoping that it was the truth.

He nodded.

She bowed her head for a second, then looked back at him with tears glistening in her eyes. "How could change like that?" She choked. "You were such a nice guy! You-"

No, no, not the waterworks! "Penny," he tried. "Please. It was my dream to be in the League and I know I did something horrible, but please, don't-"

"How can I not!" She shouted. "You are a murderer, Billy! You were my friend! You were anything, _but_ evil. There was nothing evil about you."

"I stole from banks!" He defended.

"But you wouldn't kill! At least I thought you did, until that poor girl died!"

"I wasn't aiming for her!"

"No! You were aiming for Captain Hammer! You were going to kill him without a fight!" Her eyes were filled with pain and the sight nearly broke his heart. He never wanted to her hurt in any way. He never wanted to make her cry. Funny how things worked out…

"Penny," he quietly said, looking deeply at her. "I'm so sorry."

She glared at him, whipping her eyes. "If you really are sorry, then leave the League. Stop all of this!"

"I-I can't," he stammered, puzzled by her demand.

"Why? Because you're going against what you believe in?" She bitterly remarked.

"I mean… They'll kill me," he admitted. "If I leave the League, they'll have me killed." Then pain entered his heart as a grim thought entered his mind. "But that's what you want, isn't? You want me to die nobly so I don't die a villain."

Puzzlement and pain entered hers. "No. Billy, no," her voice returned to its painful softness. "I don't want you to die. I just want my Billy buddy back."

He slowly looked away, ashamed. He should've known better. Penny was not a person who wished death on anyone. Not even someone like him. Why did she have to be so kind? Why did just have to be so beautiful inside and out? "Billy's dead," he murmured, dreading the words as they fell from his lips. "And I can't leave the League. Not only that, I don't want to." He looked in the direction of his lab on the right. If he did leave, what would he do with the lab and his inventions? They'll just go to waste. He's mind would start going crazy without creating and inventing new things and the only things he knew was for evil.

"Billy's not dead," her voice broke his thoughts once more. "I know for a fact that he is still alive, but he is struggling. I can see it right now on your face… Billy."

He looked at her, finding her standing at his side, staring at him with those heart-mocking eyes. "I thought you hated me," he quietly said.

"How can I hate a man with a broken spirit?"

"Because I'm a murderer?" He murmured.

She shook her head, then took his arm, leading him down the short hall behind him. "Why not get some sleep? You look exhausted."

"Penny, I don't need-"

"Stop. You look awful and tried. Now go to sleep."

"But I have to work on-"

"Sleep first, work later. Now scoot." She gently shoved him down the hall. "I'll be here when you wake up."

Narrowing his eyes in annoyance, he did what he was told. "I'm not leaving the League!" He called, making it clear.

"I know."

"Then why do you care about a villain?" Before she could answer, he closed the door and flopped on his bed, on his stomach. A few short seconds later, he was asleep.


	5. Chapter 5

Penny just sighed when she heard the door close and sat on the couch, mentally replaying his question. Why should she care about a villain? Well, she knew that he wasn't a villain- Or so she hoped. He admitted that he robbed from banks and whatnot, but the killing… She remembered that tragic day at the shelter, but right now, she realized that the girl's death was an accident. He was aiming for Captain Hammer, yes, but the gun exploded. It obvious that he wasn't planning on the Death Ray to explode. Heavily sighing, she rested her forehead in her hand. She should never had told Billy that she never wanted to see him again. She was wrong to think of the awful and sad accusations she made about him without actually getting answers from him.

He wasn't a manipulative liar like she thought and she never hated him, but did fear him. Everyone else feared him and if she came to him, she didn't know what would people think- As if she cared- but a girl was killed and everyone pointed at Horrible- her Billy buddy. It terrified her that Billy was the one who pulled the trigger. She never saw him the same way after that, but right now, all she saw was her Bill buddy suffering and knew for a fact when Horrible does take over, Billy would be dead and Dr. Horrible would be the only one around. Billy wasn't the one she hated, it was Horrible, and right now, he was strangling the life out of her friend.

Wanting to get her mind off of the grim thoughts, she turned on the television, quickly lowered the volume, and flipped through the channels.

* * *

Lucky for Penny, there was a marathon of America's Funniest Animals to keep her entertained for a hour and a half, until she heard the bedroom door open. Turning off the television, she waited for her friend to come out, knowing that they were going to talk.

Billy staggered out of hall with drowsy eyes, then noticed her. "You're still here?" He asked, walking past her to the kitchen.

Penny stood up and followed him as concern returned to her heart. "How are you?" She quietly asked, noticing that he didn't seem as tired when she first arrived.

He looked at the clock on the right wall, reading two in the afternoon, then looked back at her with unamused, blue eyes. "You've been here for a hour and a half?"

She gave a shy smile. "I told you I would be here when you woke up."

"I was just sleeping," he grumbled, grabbing a lonely, red apple that was sitting in a green, ceramic bowl by the microwave.

Penny took a small breath. "Also to answer your question why I care about a villain: I don't believe that you are one."

Billy slowly looked at her as he drew the apple to his mouth, just staring at her, questioning if he had heard her right. Slowly biting down on the apple, he still stared. "You think a member of the Evil League of Evil is not a villain?" He asked, mouth full of apple, then quickly chewed and swallowed, blinking. "I killed someone. I robbed banks. I even tried to kill Captain Hammer." He gave another hard blink as his voice grew louder. "How can you say I'm not a villain? I saw the look on your face at the shelter. You even _told_ me that you didn't even want to speak to me again. Now you show up as if you care. Why do you care all of a sudden? And I know that this isn't just about saving a city." Another squint-like blink.

Penny took a deep breath, not taking her eyes off of him. "Because your friend came to me and I need to stop you from doing more bad things, now I see that you need help."

He gave a bitter smirk. "But you still hate me… Figured." He took another bite, then started to walk past to her. "If you don't mind I have work-"

"I don't hate you," she announced, turning around after him.

Her words made him stop in his tracks like car about to run a red light.

"It was wrong for me to say that, but I don't hate you." Her voice almost gave out at those words, then admitted, "I just don't like Dr. Horrible."

"Hate to disappoint, but I _am_ Dr. Horrible," he growled.

"No, you are not." She took a step forward as her heart began to ache. "You are funny, kind, and caring. Dr. Horrible is the one that pulled the trigger. You are-"

He turned around and the expression on his face made her close her mouth. His blue eyes were hard and dark as he just stared at her as if he wanted her to think about her words. "Billy is a joke, a dork, and a failure. Dr. Horrible," he gave a smirk as his eyes gleamed, "is confident, cunning, and the one that can change the world. I'm tired of being the fool and now I finally have the chance to prove otherwise. If you don't understand that-"

"But you created Dr. Horrible!" She cried, hating the fact that the two were like split personalities. "You are confident and cunning! You are also nice and funny. You don't have to be Dr. Horrible." She gave sad smile, not taking her eyes off his own. "You can be so much more than being just a villain, Billy. You-" "Society is corrupt-" "You can change it in another way!" Her heart began to break as she was growing desperate to get the point across. "You don't have to kill! You don't have to be evil! Dr. Horrible is destroying you, Billy!"

He slowly turned away.

Penny relaxed, but heart still hurting. "You are a sweetheart. You are my friend and if you just leave the League-"

"I told you: I can't leave the League," he darkly stated, looking in her in the eyes with a glare. "They'll kill me. I have to do this."

"Do you have to or do you want to?" She quietly asked as her adrenaline began to calm down, hoping that she was breaking to him.

"Both," he sighed. "I came too far to turn back now." The darkness in his eyes began to fade as sadness entered. "I can't turn back now. Besides, I'm doing what I believe."

"Killing and forcing people won't change anything," she snapped. "People will fight back and you may even get killed. There are other ways to fight!"

He whipped around, glaring at her as if she offended him. "Like what? Protesting?"

"Like standing up for what you believe in without bloodshed. People don't need to die, Billy, and you don't have to kill."

"I already killed once…" He murmured.

Penny shook her head, gaze still locked on him. "No. It was an accident. Did you know that the Death Ray was going to explode?"

He slowly bowed his head with a sad shake.

Lightly sighing, she approached him and carefully placed her hand under his chin to look him in the eyes. The sad sight tugged at her heartstrings as he looked like man with broken dreams. "You're not a murderer, Billy, and I do not hate you. You can stop-"

Billy gently pulled her hand away. "I can't." He began to walk down the hall. "Now, go. I don't need your help." Then he disappeared into the bedroom.

Being the stubborn one she is, Penny patiently stood there, waiting for her friend to come back out and a moment later, he did, but dressed in a black and blood-red lab coat with the same goggles as before over his eyes. The sight paralyzed her, baffled, at what he had become. She had read the papers, but never seen new Dr. Horrible in person. He was truly a monster that held her friend captive.

"I told you go," he coldly said as he approached a bookcase on the right, pressed a button under the fourth shelf, causing the bookcase to slide to the right, revealing a secret lab. The doctor walked in and the bookcase slid closed.

Deciding that it was time for her to leave, Penny grabbed her purse from the couch, and headed for the front door, but she knew she would be back.


	6. Chapter 6

For a month, Penny would drop by once a week to see how Billy was doing. However, half of the time he was in the lab, not even aware that the redheaded woman had stepped foot in his apartment. The only thing he would find by her second-long visitations was a container of vanilla frozen yogurt with a note that would say that she hopes all is well with a smiley face. When he was not in his lab when she would unexpectedly drop by, he was happy too see her and thanked her for the yogurt.

It was almost like Dr. Horrible never happened and they were just hanging out in his apartment instead of the laundromat.

It was at the end of June when they were laughing on the couch eating frozen yogurt. Penny was dressed in a green summer dress with light-blue sandals and her lovely red hair down as usual. Billy kept noticing himself thinking how lovely she looked, and even managed to give her small complement about it, then the two would continue talking, until there was a knock on the door.

Billy excused himself, and opened the door to Moist, who handed him soggy mail. Thanking his friend, he closed the door, flipped through the mail, finding an envelope with a silver horseshoe wax seal. He quickly tore the letter out, reading it:

 _The plan to dominate,_

 _better turn out fair._

 _If your Death Ray doesn't operate,_

 _then we will catch you unaware._

 _Since we don't want to end you,_

 _just go through the course_

 _and listen for your cue._

 _Signed, Bad Horse._

Billy reread the letter, making sure that he had read it right. Of course he did. This was Bad Horse he was talking about. Of course he was going to be killed if he screwed this operation up! There was no time to mess up!

"It's from Bad Horse, isn't?" Penny's quiet voice broke his thoughts.

"If I mess up on this mission," Billy's voice was quiet, raising his head from the letter in thought, "They'll kill me. All it needs is a few adjustments and it's done in about two weeks." Setting the letter aside, he hurried to the bookcase, almost forgetting about Penny, and pressed the button underneath the fourth shelf, opening the entrance to the lab. Penny was right behind him when he entered to the small lab that had a counter of chemicals on the left, a office in front along with a white board and his favorite giant chair, then his computer on the right. Hurrying to the counter of chemicals that had a shotgun-sized gun in the making on it the counter, Billy began to study it, hoping that his judgment on the due date was complete. "Yes, if all goes well, it should be exactly what the League needs to take over the city."

Penny stood close. "You really are serious," she quietly said.

Taking a light sigh and closed his eyes, them reopened them as he stood, looking at the puzzled woman before him. "This is the part where you walk out and never come back, isn't?" he asked, expecting her to do so with a faint smile that didn't last long at all.

"Billy," she sighed, looking at him with caring eyes. "You can do so much more than take over the city."

"I don't want to leave!" He snapped, turning away. "This has been my dream and it's finally coming true!" He whipped around, facing her with desperation. "Society is filled with lies and false hope. If I rule the world, the people will know real hope. I can make it a better place!" He began to relax, taking a deep breath. "You and I can make this world a better place."

Sadness entered her hazel eyes as she gently placed a hand on his own, locking gazes with him. "I don't want you to take over the world and if the League is in charge, the world will not be a better place."

"We could rule the world together," he murmured, feeling a tug at his heart. "Just you and me."

A sad smirk formed on her lips. "I can't."

"Why not?"

"The world isn't meant to be ruled."

He didn't know what to say.

It was his dream to change the world and fix the status quo, to change things for the better. He had dreams that Penny was going to be by his side when that time would come, but now, the only thing he could picture was the world burning and him not caring about a thing.

"We may not rule the world together," the girl of his dreams began, "but we can change the world together. Too bad Dr. Horrible is changing you."

Billy faintly smirked. "So, you're going to stop me from taking over the city?"

Penny slowly shook her head as she was backing up. "No, Billy. Someone else is. I know I can't stop you because you don't want to leave the Evil League of Evil. There are multiple ways this can end, Billy: You and the League take over and Dr. Horrible destroys you; someone like Captain Hammer stops you; you leave the League; or something terrible happens to you, Billy." A heartbroken smile formed. "And I honestly can't watch my friend fall. You are a great guy, Billy, but you are making terrible decisions."

He stepped forward. "Pen-"

"Don't make me your only hope, Billy," she whispered, still having the sad smile. "You can do so much more because deep down, I know you're not evil." She began to turn away.

"Penny…"

"Bye, Billy." With that, she turned around and left.

* * *

"What if Penny is right?" Billy murmured as he was leaning against the wall of his living room, dressed in his lab coat with Moist nearby. "What if I'm not evil?"

"You're joking, right?" Moist asked with a smirk. "Of course you're evil! Penny honestly doesn't know that much about you and I hate to say it, man, but you guys are probably not made for each other. Someone else will come along."

It had been two hours since Penny had left and in those two hours, she was the only thing he could think about. Before he was so enthralled in getting into the League, he didn't pay that much attention her than he wanted, but since he was in the League… "But what if that someone agrees with Dr. Horrible and not… Billy," he grumbled, hating to sound like his ego and himself were two different people because they're not. Billy knew what he was doing! It's not like when he would don the outfit he becomes a different person. He always had control.

"You mean like the other girl encourages bad things as Penny encourages good?" Moist asked.

Billy nodded, not looking at his friend.

"What do you want to do?"

Before he was clear about two things: Having Penny as a girlfriend and ruling the world. But now, it was one or the other. Penny was free and away from Captain Hammer and Billy clearly still had a thing for her, but it was less than a month until the League would start taking over Los Angeles. If he was going to decide, he had to choose very quickly. Power… Or love… Fame… Or the girl of his dreams. Heck, Moist was probably right. Who said that Penny was the one for him? Well, she would be if he pursued her and she clearly doesn't want to give up on him… Yet.

He lowered his goggles over his eye. "I'll think about it." Then made his way to the lab.


	7. Chapter 7

Penny honestly didn't know what to think of all of this as she was walking home. Billy asked her to rule the world with him? Was he serious? She remembered that Moist told her that Billy had loved her… Did he really think that she would want to rule the world with him? What ever gave him that idea? Clearly Billy had a plan and certainly had a thing for her. She did have a small crush on Billy while she was dating Captain Hammer, but since she had a boyfriend, she didn't want to act on the crush. She wasn't even certain that Billy liked her, but now she knows that he did and still does. But ruling the world with him? He was absurd! She would never wanted to rule the world- Even if it was with Billy.

What if he did have a deep layer? Like he seems really nice, but has a darker desire inside his heart? What if he was someone that she should stay away from? But then again… Wasn't he the one who said that there is a deeper layer that is the same as the outer one? However, if there is darkness- Perhaps eve evil- within him, then she should be cautious. The only thing she knew about Billy was that he is a nice and funny person, but then there was Dr. Horrible- Billy's alter ego- the darker one who wanted power. There was no way to separate the two and even if she did stop Billy from taking over the city and show him that he can be good, there will be the gnawing of his ego, telling him to do otherwise. If Billy cannot separate himself from his alter ego, then there will be trouble and the entire city is at stake.

If there was someone who knew Billy, it was Moist, but there was no way that he would turn on his best friend. If he didn't agree with Dr. Horrible, that is. Not wanting to put his friend at risk, Penny decided against it. But she did have to at least talk to him, just wanting information. So, she decided to do so the next day before work.

* * *

Knowing that Moist gets Billy's mail most of the time, Penny decided to wait by the mailboxes in the entrance of the apartment complex and sure enough, there was the soggy man dressed in a blue shirt and jeans, approaching the mailboxes. "Penny," he greeted with confusion. "What are you doing here?"

"I need to learn more about Dr. Horrible and Billy," she straightforwardly answered.

He arched a brow. "Huh?"

"I mean I need to know what Billy is more of: Horrible or just Billy." She looked him in dark eyes, hoping that he could help her. If there was more than the other, it would either make them or break them.

"When he puts on the outfit, he is no doubt the Doc, but of course is still Billy." Sadness then entered his eyes as he looked away. "After what had happened at the shelter, he changed. In a week he got a new outfit and his mind darkened. I know for a couple of months he was trying not to think about you because he knew that was keeping the ties on Billy. He wanted to change, but you wouldn't let him." He looked back at her in the eyes with sadness was in his own. "And now that you're back in his life, Billy is starting to return and that is confusing and probably scaring him."

Penny absorbed the information, not wanting to lose any piece of it. She was the only one that was keeping Billy sane, but why? Didn't have other friends? Or was he antisocial? A trait that she had learnt to stay clear of… "What do you think he's going to do now?"

Moist gave a shrug. "Honestly, I don't know. All I know is that Billy and Horrible are having a mental battle like Jekyll and Hyde… Only not as violent."

Those words made her stare at him with wide eyes, hoping that her friend didn't have psychological problems of some sort, but right now, it sounded like he had split-personalities. Maybe it wouldn't be as bad if Horrible wasn't so… horrible? When she would come by to check on him, half of the time he was in the lab, so she didn't want to disturb him. However, when he wasn't in the lab, he was just Billy, the guy who didn't even seem like a mad scientist, the guy that she liked. "What do you have to say about this?" She quietly asked, baffled by what she was learning.

"I am happy for him, but," he rubbed the back on his head in uncertainty, "but he certainly has changed… And I honestly don't know how I feel about him, let alone the League, taking over Los Angeles. I mean," he lowered his hand as worry flooded his dark eyes, "something bad could happen to him. I know that the League is starting to get to him, but I'm afraid that it's too late."

The woman nodded in agreement. "Then he has to be stopped."

"But how?"

Closing her eyes, she drew in a breath as an idea instantly came to her. It was the only thing she could think of. "I hate to say this, but Captain Hammer." She opened her eyes.

Moist just stared at her, mouth open. "Captain Hammer? He's the source to the Doc's rage." His voice quickened. "That's like pouring gas on the fire. He already tried to kill Hammer once and it failed. Just imagine if he tries it again and it fails. He'll-"

"I won't let Hammer hurt him," she broke in. "He's been through enough of that." She remembered the couple of times Billy walked in the laundromat with his arm in a sling and a cut on his cheek. One time he even had a black eye. Only recently she understood that it was Captain Hammer and there was no way that she wanted Billy hurt again because that would only make things worse.

The man reluctantly nodded. "Fine."

Penny gave a reassuring smile. "I can't promise anything, but I will make that sure that anything won't happen to Billy." With that, she left the apartment complex then started walking to work. Tomorrow she'll go to see Hammer and convince him to stop Dr. Horrible, until then, she hoped that Billy will somehow stop the League from taking over the city- Which she kind of doubted.

* * *

The taxi ride to Captain Hammer's manor in the outskirts of Los Angeles gave Penny time to reflect. The last time she had been to the manor was when they were together and that was about four months ago. It was funny how Billy was right about him being cheesy and she knew that he was a fool of himself, but Billy was also someone else in the inside and that was Dr. Horrible. Now, here she was, on the way to her arrogant ex's home to ask for help in stopping the Evil League of Evil taking over the city. The hero wasn't even seen ever since the incident at the homeless shelter and wasn't even sure that he was going to do anything considering the fact that he practically gave up on crime-fighting when Dr. Horrible didn't hesitate to pull the trigger.

When the taxi pulled up to the grand manor on the left, she thanked and paid him, then got out of the taxi, staring at the manor, and took a deep breath. Confidently, the young woman approached the grand door with a golden handle and knocker, and knocked on the dark-wooden door.

A moment later, the door opened to a bored man with messy brown hair, dressed in a grey robe. "Penny?" He asked, blinking his brown eyes in puzzlement. "What are you doing here?"

Penny gave a small, kind smile. "I'm sorry to intrude, but the city needs your help."

He began to wave a bare hand with a small smile. "Oh, no. I am done with hero work." He began to close the door. "It was nice seeing you again."

"The Evil League of Evil is going to take over the city!" She blurted.

That made him freeze, then slowly open the door again, staring her in the eyes. "What did you say?" He lowly asked.

Penny took a deep breath, surprised that she actually managed to get this far with him. "The Evil League of Evil is going to take over the city in a month with Dr. Horrible leading them."

"Dr. Horri- No."

"Yes."

"No."

"No?"

"No."

"What do you mean 'No'?"

"He tried to kill me! I didn't even know he had it in him!"

He clearly didn't care about the fact that an innocent girl died in the process.

"What if he tries it again?" Hammer's eyes began to grow. "Who knows what he'll come up with next!"

"But someone has to stop him!" She cried, not wanting him to run and hide because Dr. Horrible botched a murder. The city was in danger and that meant millions of lives! Horrible may have accidentally took one so far, but there will much, much more. "Do you really want someone like the Evil League of Evil taking over the city? After they do that, their goal is the world. Do you really want that?" She asked, staring at him.

Hammer just blinked at her.


	8. Chapter 8

Penny's words never left Billy's mind as he was finishing up the power source to the Death Ray II. He wanted to fix the world, but destroying it was not the answer. He knows that the Evil League of Evil wouldn't just control it, they would also destroy it for the worst. An innocent girl already died because of him. How many more people will die if they take over? Even in last week's meeting with the League, he noticed that he didn't pay even half the attention he normally would. He kept doubting his decisions and almost regretted joining the League. It felt like that he didn't even belong there anymore. Dead Bowie was cold as usual, just hoping the plan was not going to falter and even lightly threaten Billy if it did. Fury would shoot the doctor warning glances when his name was brought up. They were all counting on him and the Death Ray II. If he screwed this operation up, he didn't even want to know what the League was going to do to him.

Dressed in casual clothes, Billy sat at his computer, pulled up a word document, and with shaky hands, he began to type. After rereading and proofreading for nearly thirty minutes on a simple letter, he printed it out, then signed his signature at the bottom, making it official. He took a deep breath as he reread his notice to quit the League, almost feeling sick.

 _This is going to get me killed…_ He bitterly thought, not taking his eyes off the paper.

The thought of coming home to an assassin or being snipped in the head made his blood chill. Then the feeling of Bad Horse crushing his skull terrified him, causing him to roughly shake his head. He couldn't think like that… Even if it was going to be true. Returning his mind to the present, Billy folded the letter into thirds, grabbing an envelope from the desk, he began to slip the letter into it, then there was a knock on the door. Sighing, he walked out of the lab, closed the bookcase, and opened the door with letter still in hand.

"Hey," Moist greeted a small smile. His dark eyes glanced at the envelope in his friend's hands. "What's that?"

Billy took a deep breath, gaze dropping to the envelope, then looked back at his friend. "I'm leaving the League."

Moist's eyes immediately grew, baffled and horrified. "What? Are you serious?"

He sadly nodded.

"Are you sure about this? Bad Horse, h-he'll kill you. You know too much- You can't just walk out. They'll-"

"I know," he murmured.

"B-But why?" His friend and henchman was having trouble forming sentences, just staring at him with large eyes that seemed to be popping from his head. "After all the work you did to get in. You even _killed_ to get in."

He looked away, slowly walking a couple of paces. "That's the point. People are going to die, Moist. I already have a girl's blood on my hands- I don't need more." He quickly pointed a finger at him without looking. "And don't tell me it will get easier!"

"I-I wasn't… But, Doc. Are you sure about this? This was your dream. This-"

"Penny was right," Billy heavily sighed, dropping his hand, "this isn't what I wanted." He growled, shaking his head. "I wanted to change the world, not to destroy it. I just just wanted to rule the world…" He bowed his head. "Now, I'm leaving the Evil League of Evil." He gave a bitter smirk. "Funny how things work out."

"There has to be a better way to-"

Billy shook his head. "No. I thought about it for a week and nothing came to mind." He raised his head, taking a deep breath. "This is the only way." He approached the kitchen counter, shoved the letter inside the envelope, grabbed a pen from a nearby pencil holder, and began to address the envelope. He licked the flap and sealed it. Not even wanting to look his friend in the eye, he briskly walked past him, heading to the nearby elevator on the left. He pressed the "down" button and found himself taking deep breaths, trying to calm himself, not wanting to back down.

When the doors opened, he stepped in, pressed the lobby button, and the doors closed.

He was actually going to do this. No one leaves the Evil League of Evil. It was his dream to get in and now he was throwing it away? All because it wasn't exactly what he thought it would be? He never even thought of killing people, but the League did. How else were they going to take over the world? Pay people to follow and obey them? Ha! If only. He was evil, but hated killing. Even if it was just one fangirl's life. He couldn't massacre people! God, no! It was not his style. It was the League's and he did _not_ want to be part of that at all and did not want to force himself to become someone he wasn't. Like a murderer.

The doors opened to the lobby where he got off, turned left, and walked out of the building to the blue mail drop-off box in front of the apartment complex, where he stopped in his tracks.

This was it.

Once that letter was dropped, there was no way to retrieve it… Well, unless he desperately wanted to transport it with the Trans-matter Ray, but that would mean teleporting other people's mail also. But, no! He was going to leave the League and that was final. Countless people will die if he stayed, but he would die if he leaves. "Think of it a good deed," he whispered under his breath, then smirked at the irony. "For once…" He opened the lid, coldly dropped the letter in, and his death warrant was signed. He closed the lid with a heavy heart and took a step back, staring at the blue box like it had told him a grim fortune. Then returned to doors of the apartment complex, hoping that he did the right thing, but inside, he knew that he did.


	9. Chapter 9

Penny had worked with Hammer for the past week, trying to gain back his confidence to stop the Evil League of Evil. He was still horrified that Dr. Horrible had actually pulled the trigged, never knowing that the guy had it in him. It was almost funny because if he had the opportunity himself, he wouldn't hesitate to pull the trigger to end Horrible's life. If he did have the chance and took it, everyone would praise him for ending the life of a villain and the world would continue. Unfortunately, it didn't end like that and- Thanks to a malfunctioning Death ray- it exploded in Horrible's hands, allowing Hammer to run for his life.

Thanks to Penny's encouragement, he had slowly gained his confidence and vowed to stop the Evil League of Evil and to save Los Angeles and if he has the chance, he would end Dr. Horrible once and for all.

* * *

Five days had past since Billy had sent the letter and on a Wednesday morning, Moist had came by with the mail as usual and sure enough, there was a letter with Bad Horse's seal. Thanking his friend, Billy quickly closed the door on Moist. Nervously, he opened the letter, fearing what it was going to say, but there wasn't just a letter. Reaching into the envelope, he removed a small, brass bullet and when he turned it over, his blood instantly chilled as he read the craved letters of "Dr. H". Billy took a shaking breath, unfolded the letter, and read:

 _He received your resignation_

 _and it's a shame,_

 _but thanks to your decision,_

 _you have a bullet with your name._

 _He gives you 96 hours_

 _for you to return._

 _But if don't, your grave will have flowers_

 _and the city will burn._

 _With no remorse,_

 _things will get worse,_

 _Signed, Bad Horse._

Billy lowered the letter, looking back at the bullet in his hand. He literally had a bullet with his name on it and had four days to return to the League or it will be too late, but he wasn't going to return. He made up his mind and there was no way he was going to return as a spineless coward. He was going to go through it and wait these last days out. He threw the letter and the bullet away in the kitchen's trashcan. Then froze as a thought came to him. What was he going to tell Moist? Penny? They had to know, didn't they? But what were they going to do? There was nothing for them to do, but spend time with him on his final days, worrying and fearing what was going to come. No. He was not going to do that to them. He was not going to let them worry.

Then there was a knock on the door.

Breaking him from his thoughts, Billy opened the door to Moist.

"Hey, I could tell from the way you closed the door I knew the League got back with you." He gave an uncertain smile.

Billy nodded. "Yeah. They got back."

"And?" His friend slowly pressed, wanting to hear more.

"They were okay with it." He gave a small, reassuring smile.

His friend arched a brow. "They were okay with it?"

"Well, they weren't, but there wasn't a threat or anything." He gave a nervous smile. "Well, I'm going to pull the plug on the Death Ray II, so I'll be busy." Not wanting to continue the conversation, he closed the door on his friend, then released a breath. Right now, the only thing he could think about was his countdown, only having tomorrow and the two days after that left on this world. He didn't know who would come after him; if it was Fury Leika, who would gladly take out another man in the world, or Dead Bowie, but the one he did _not_ hope for was Bad Horse, himself. He highly doubted it would be Bad Horse, the leader of the E.L.E, but he just hoped. That was the only thing he could do right now.

He glanced at the corner of his eye to the kitchen. Who carved his name on the bullet? He was almost tempted to take it out of the trash to analyze it more, but he didn't even want to look at the trash as if the can itself would mock him. Even the thought of the bullet made him queazy.

He was going to die in four days and there was no way he wanted to worry his friends, but wanted to get his mind off of things. Since it was Wednesday, he could go to the the Coin Wash to see Penny, but the sight would break his heart. It would mean that he did get to see her for the last time. Maybe he would even kiss her so he could think of something happy in his final days. If lucky, he could drop by on Saturday- His last day- just to see her.

* * *

Billy stood before the laundromat doors with a basket of laundry in hand with a bag of frozen yogurt on top. All he had to do was act normal and savor their conversation. Taking a deep breath, he pulled open the door and walked in, finding Penny placing her clothes in the washing machine dressed jeans and a pink blouse. Setting his basket on the floor, he picked up the white, paper bag, and gave a nervous smirk at her. "Hey," he said, holding up the bag.

The young woman turned and immediately smiled. "Billy! And you brought frozen yogurt!" Her hazel eyes sparkled, overjoyed to see him.

He just smiled, touched by her reaction. "For old times sake."

The two finished putting their clothes in the washers, then sat on empty washing machines, eating their yogurt.

"I wanted to thank you for your support in everything," Billy murmured, looking at his quarter-eaten, vanilla yogurt.

Penny gave a small shrug with a smile. "Well, that's what friends are for. To keep others in line."

He smiled at her, but when the letter flashed in his head, he slowly frowned. "I- um… I l-left the League," he blurted, gaze dropping once more.

Her eyes flew open, staring at him for a moment. "You left the League?" She choked.

He nodded.

"What happened? What did Bad Horse say? What did you do?" She just stared at him, confusion filling her eyes.

"I did what you said," he murmured. "I'm not evil. I'm not a murderer and if I want to change the world, having it rule by bad people is only going to make things worse." He looked her back in the eyes. _Now they're going to kill me._

"Did they threaten you?"

 _I have a bullet with my name on it._ He shook his head. "No. I honestly don't even know what they are going to do. I have yet to hear back from them." He gave a brief smirk as he poked at his yogurt with a spork.

"Then maybe Dr. Horrible could now change the world in different ways," Penny said, smiling brightly as she returned to her yogurt.

"If you will be his side," he quietly said, looking at her as he felt his heart break. Was it too much to ask for her to be by his side for the next three days? It was going to make things harder, but if he didn't tell her that he was going to die, would she hate him in death for keeping such a secret from her again? Would she cry and be heartbroken when she hears the news that her friend has been killed? Or if he stayed away from her until then, would she be less hurt? He had hurt her too much already and didn't want cause anymore pain. He wanted her to be… Happy.

Penny had a smile on her face that seemed happy, as if she was happier in the inside than what she showed. "I wouldn't mind being on a changed Horrible's side."

Those words were strong enough to stop the cracking in Billy's heart.

They leaned forward and Billy's heart began to slam in his chest. He hesitated, thinking if this was a smart choice, but ignored it, and kissed her. Instantly his mind turned to mush and all the fears, all the worries, were washed away. For the first time in a couple of hours, he felt as if everything was going to be okay.


	10. Chapter 10

It was noon when Penny was serving soup at the homeless the next day and she would still get butterflies from the kiss. She remembered that Moist had told her about his friend being in love with her and he wasn't kidding. Billy kissed her! It was a sweet and passionate kiss that she didn't want to end and she could tell that he didn't want it to end, either. She wished that she gave him her number, but they were bound to see each other again on Saturday.

Then again, she remembered when she told him that she was going to see him later when he was leaving, she saw almost heartbreak in his blue eyes. Come to think of it, she saw the same look almost the whole time they were talking. It was as if something was tearing him up inside and didn't want to tell her.

Did it have to do with the League? What if he didn't really leave and he lied to her about it?

She shook the thought from her head. No. Billy was not like that. Yes, he is Dr. Horrible and tried to kill Captain Hammer, killing a fangirl instead, but he wouldn't lie about this, would he? Why was she thinking the worst with him? Well, she did try to see the good in everyone, but when it came to Billy, she saw the good, but for all she knows, he could be fighting with the good. What if he was telling the truth? That he did actually leave the E.L.E and something else was happening? Either way, something bad was happening and he wasn't telling her.

She was going to ask about it on Saturday and in the meantime, she would hope that he is going to be okay and later today, she'll call Hammer off Dr. Horrible, but not the Evil League of Evil.

* * *

The kiss never left Billy's head as he was making coffee in the morning. It was another memory to cherish for the next couple of days, but it was sad because he wanted to see her again right away. He wanted to ask her to be his. He wanted to love her and make her happy, but he couldn't because he was going to die. At least he'll die a hero in her eyes. Funny. Everyone would probably cheer about Dr. Horrible's death, but Penny, she would cry.

Then there was a knock on the door.

Billy opened the door to Moist, who held a thin pile of damp mail.

"Not much today, Doc," the drenched man said, handing over the sopping mail.

He gingerly took the mail. "Thanks. Oh, um, I kissed Penny yesterday."

Moist's eyes looked like they were about to pop out of his head as his jaw could've dropped to the ground like it was made of lead. A grin formed. "Way to go, man! Wow. So you and Penny are, like, dating now, or something?"

Billy gave a small shrug with a shy smile, but felt his heart chip. "I don't know," he dumbly admitted.

"Are you going to see her again?"

He smiled at that. "I hope so." It was the truth, but it wasn't going to happen.

His friend began to walk away. "Well, I wish you luck, man."

A thought then came to his mind. "Moist?"

The man looked at him with kind and patient, dark eyes.

He gave a small smile, trying to act casual. "You always were the best henchman that any villain could ask for and friend that I could ever ask for."

Moist grew flustered, giving a shy wave with a smile as he looked away. "Ah, well, we might not work on E.L.E heists anymore, but there are always more heists in the future." He gave a happy smile, looking back at the doctor.

Billy chuckled as those words tore. "We'll go on another heist soon," he falsely promised.

His friend chuckled as he started walking away. "Sounds good. Well, see ya later, Doc, and good luck with your girlfriend!" He gave a wave, then walked away.

Billy slowly frowned as he gently closed the door.

Girlfriend.

What a strange word to say at a time like this.

Maybe he'll drop by the homeless shelter later today, but then again, he didn't know what to do. He still hasn't touched the Death Ray II since he left and he needed to before the League gets their hands on it- If they even wanted it.

Wanting to clear his thoughts, he took his cup of coffee, then headed out to the small balcony by the living room. Closing the sliding glass door behind, he leaned against the railing, sipping on his coffee. Was the League waiting for him to come back or did they know that he wasn't? Either way, he was not going to return to them. Penny was glad that he left and just maybe, she'll help him change the world. Funny. He was thinking as if he was actually going to be with her.

Then he looked down to the sidewalk below as a couple of people walked by. He was only on the second floor… It was high enough to kill him and it was possibly better than having a horse crush him or an assassin sneaking into his apartment.

Billy swallowed.

Did he just really think about that?

No… He would never do such a thing. If he was going to die, then he will die by the League. He was going to prove the League that he was not a coward and to Penny that he was not a quitter… Well, when it came to the League, of course, but that was obvious.

A thought then entered his cunning mind.

Why should he go down without a fight? He has the Death Ray II! If he uses that against the League, it will show that he was ready for them and to prove that he was not scared of them. If he takes down a member of the League, he might start changing the world already and for sure Penny would be by his side! Quickly returning back inside, the doctor made his way to the lab.


	11. Chapter 11

When the door open it was almost three on Friday afternoon when Penny walked up to the doors of Captain Hammer's manor and knocked on the door. A moment later, Captain Hammer opened it, dressed in his usual grey outfit- Minus the gloves- after four months. It was kind of good to see him back in his usual outfit, and yet it wasn't. At least the city had the hero back, but his arrogance never left. Penny announced, "Dr. Horrible left the E.L.E."

Captain Hammer slightly tilted his head, contorting his face out of utter confusion. "Huh?"

"Dr. Horrible left the League, so he is no longer a threat, but Bad Horse and the others are," she stated, getting straight to the point.

An arrogant smirk spread across his face as he placed a bare hand on the door to lean against it. "Let me guess: Your little friend at the Laundromat told you?"

Penny blinked. "You know about… Billy?" She quietly asked. She was there when the two had met, but she didn't know that he knew Dr. Horrible's real identity.

"That your laundry friend was Dr. Horrible?" He gave a look as if it was obvious. "Yeah because I had beaten that face in plenty of times to know who he is outside of his outfit and, boy," he smirked with humor, "did he have a thing for you. Poor guy actually thought he was actually going to get you."

Penny felt a pang at those words, but didn't want to say anything, not trusting her ex in any way. Why did she even fall for him in the first place, she still wonders that. He definitely help Billy's cause to fix the world, but he was what Billy hated in people; the arrogance, the lies, hypocritical- Everything that fueled Billy's anger and she dated that.

The hero looked at her with a smirk of disbelief. "Don't tell me you actually have feelings for this guy, Penny."

"He left the League," she repeated, standing strong.

"He's a villain. He tried to kill me and you believe him?" He slowly shook his head. "Penny, Penny, Penny." His brown eyes looked at her in her own. "He's the bad guy. He's a liar, that's what he does. He's willing to tell you anything just so he can have you."

Penny shook her head, starting to step back, wanting to leave. "You don't know him."

"And you thought you did?" He smirked. "He's the villain, Penny, and he's still Dr. Horrible." He was raised a hand. "I won't hurt him _as_ bad like I promised, but I don't trust him."

"You don't need to hurt him," she stated, not taking her gaze off her ex-boyfriend. She should've known better than to come here to tell him that Dr. Horrible was no longer considered a threat. He was too arrogant and ignorant to understand or to believe her. As long as Billy was out of his way, then that was all that she hoped for. Tomorrow she'll tell Billy that Hammer was going to stop the E.L.E., but if Billy did leave the League, then he should not have a worry about running into Hammer… Right? Either way, she was going to make sure he was not going to get hurt, unless he really did lie to her.

* * *

Opening his closet, Billy instantly spotted the crimson lab coat, but ignored it, pulling out the white lab coat beside it. "Hello, old friend," he murmured. Then threw on the coat, slammed on the white boots and gloves, and lastly, placed the goggles over his forehead. "Wow," he whispered, looking at himself, "feels like four… five months ago. Now, then." He clapped his gloved hands. "Time to save my life." He briskly headed to the lab as he was going to finish up the Death Ray II. Yesterday he managed to power the ray up, but it quickly died and he was going to make sure it worked because it was his life or death. There was no way he wanted the thing to explode in his hands again- The pain was awful, but pain was the least of his worries if it did.

It took two hours to manage the power's stability and when he did, he aimed the gun at a coconut he had bought yesterday and blasted it, causing it to instantly fry. Placing the ray back on its stand, the doctor approached the baked coconut, picked it up, and shook it. Not hearing any liquid, he grinned manically. "It worked! It worked, it worked, it worked!" He slammed the helpless coconut back on the table, sneering at it. "Bring it on, Evil League of Evil. I'll be waiting for you."

A knock on the door earned his attention.

Sighing, he made his way to the front door, opening it to Moist.

"Hey," his friend began, then frowned. "You're wearing your white one? But the red looks cooler…"

"The red is more intimidating." He crossed his arms. "What is it?"

"Just wanted to bring your mail, but it was junk, so I thought I should've told ya. Why are you wearing your lab coat, anyway?"

Billy grinned. "Death Ray II works," he whispered.

Moist's eyes grew. "It does?"

He nodded, still grinning.

"What are you going to use it for, since-"

"Bad Horse wants to kill me tomorrow, but I will be ready for whoever he sends after me."

"Bad Horse… Wants you dead?" Moist blinked. "Man, you got to get out of town- out of the country. He'll-"

"Not unless I get to him first."

"You're going to kill Bad Horse?" He whispered.

"Or whoever he sends after me. The reason I hadn't told you yet is because I didn't want to worry you. Now," he was still grinning like an excited idiot, "I won't go down without a fight."

Worry entered his friend's eyes. "Do you have a plan? Do you need backup?"

Billy shook his head. "No, but I do plan on waiting out at the Coin Wash, knowing that they will find me, but when they do, oh-ho, I've got the Death Ray II with me." He tilted his head with a mocking frown. "What now, Bad Horse?"

Moist looked unamused. "You should put that in a blog."

He smiled excitedly at the idea. "I should when I succeed! Well, love to chat, but planning for save my life. See ya!" He closed the door on his friend, too thrilled about the Death Ray II working and if he does die, it would have been a hell of a fight.


	12. Chapter 12

Billy was nervous as he turned the corner to the Coin Wash, carrying bag with his gear and Death Ray II. It was one in the afternoon and wasn't sure when the League would come after him, but one thing was for certain: He was going to be ready. However, first things first: He was going to tell Penny exactly what was going on. Not hesitating to open the door to the laundromat, he marched right in, but right when he saw the lovely redhead, his heart skipped a beat. He had to kiss her again. He had to live. He finally had the chance to be with the girl of his dreams and it would be just plain stupid to die now. "Penny," he stated, approaching her.

Penny turned her attention to him and lit up like a star at night. "Billy!" she cried with a smile. "You're here!"

"Penny," he sternly said, causing her smile to fade. "I have to tell you something." He took her hand, not giving her time to speak. "I might die today," he murmured, not wanting others to hear as he looked her in the eye. "The League is after me and they want to kill me for leaving," he gave a faint smirk, "but I'm not going to die because I have a plan. A plan that may take out the League."

Worry flooded her hazel eyes, slowly shaking her head. "Billy… Why didn't you tell me? What are-"

"No time to explain because I honestly don't know when they are going to strike. It could be tonight for all I know, but I wanted to see you, so I came prepared." He smiled, holding up the bag, sheepishly pointing to it. "The… Uh… Outfit and, uh, Death Ray II are in here."

Penny took his hand, looking him dead in the eyes, causing him to stare at her. "Don't die," she whispered as it seemed that tears were threatening to come. "Please don't die."

Those begging words tugged at his heartstrings, touched by how concerned she really was. "I don't plan on it," he replied.

She stood on her tiptoes, gently kissed him, then wrapped her arms around his waist, hugging him tightly with her head on his chest.

Billy didn't know quite what to do, so he just kissed her head and wrapped his free arm around her. "Do you want to go out to dinner sometime?" He quietly asked.

Instantly, she nodded. "Yes." It sounded like she was smiling.

That made him smile like an idiot, kissing her head a second time. "Great."

She stood up straight, rummaged through her purse that was sitting on the washing machine, pulled a piece of paper and pen, jotted something down, then handed him the paper. "Call after you survive," she giggled.

Billy took the paper, reading the blue inked numbers with a ridiculous grin, then looked at her in the eyes. "I will." He gave her another kiss on the lips. "I'll be fine," he whispered. Then walked out of the laundromat, reading the number a final time as he turned the corner. He was going to make it out alive and that was a-

 _Thud._

"Sorry," Billy murmured, looking up, then instantly froze in horror, slowly slipping the number into his jeans pocket. "You- you have been…" His voice failed him as his was looking in the brown eyes of Captain Hammer.

A false smile grew across the his old nemesis's face. "Long time no see… Doctor." Captain Hammer wrapped a large arm around Billy's neck, forcing him to follow. "I heard about your little plan."

"Plan?" He choked, still puzzled and stunned to see Captain Hammer. He looked as arrogant and cheesy as ever, but there was something else… Something distant and he didn't like it.

"Yes. Little Penny told me that you and the Evil League of Evil are trying to take over the city."

Penny… Told him that?

Billy just looked ahead of himself with large eyes. This was not part of the plan. Hammer always ruins everything and now, he was probably going to get him killed. However, this wasn't really his fault. Penny told him. She was probably really scared and wanted someone to stop the League. Hell, even if she told him that he did leave the League, Captain Arrogance would just ignore her.

"I was on my way to see Penny to tell her that I'm officially back in business," Hammer continued, "but when I find a criminal, I can't let him just walk." He led the doctor behind the laundromat to a ladder to the roof, grabbed Billy's bag, and gestured the "villain" to climb. Not wanting any broken bones yet, Billy obeyed with Hammer right behind him.

When the two got to the roof, immediately, Hammer carelessly dropped the bag on the roof. He spread his arms, looking the busy street and people walking below. "Look around you, Doctor. This city won't give up to likes of you and I won't let you take over it."

Billy raised a finger at him. "First off: This is the worst view of the city. Secondly," he turned to the hero, leaning forward, "I don't work for the League anymore! Don't you understand, you-"

Hammer began to rummage through the bag.

Billy stepped forward. "Don't-"

The hero pulled out the Death Ray II, not amused. "I knew you were still up to something," he turned to Billy with a cold glare, "Dr. Horrible."

"I left the League!" He shouted, becoming frustrated and annoyed. Hell, probably even desperate. "I left and now they want to kill me! I need that to survive, so if you don't mind-"

A gloved hand lunged at his throat, cutting off his windpipe.

"You honestly think I'll believe that?" Hammer's voice was dangerously low. "You tried to kill me." He began to walk forward, causing Billy to walk back as he clawed at the hand, choking for air.

Then his blue eyes grew wide as his right heal felt like it was on an edge. Slowly looking over his left shoulder, Billy's gut flipped, finding himself looking over the edge of the laundromat. He tried to speak, but the only thing came out was desperate choking. He was lift off his feet, dangling over the concrete below him. He clenched Hammer's wrist for dear life, but knew that the fall was not going to kill him.

Hammer gave a small smirk, then released him.

Landing on his right foot badly, Billy cried out, rolling on his side, trying to fight the shooting pain as tears threatened to come.

Hammer jumped off the building, landing on his right with the Death Ray II in hand, and pinned Billy down on the chest with his boot. The darkness in the hero's eyes sent a chill down his spine, then his blood ran cold as the Death Ray II was pointed at his head. Wasn't he supposed to die by the League and not by his annoying nemesis, who was supposed to be cowering? He's been gone for almost six months!

Billy gave a small swallow and chocked, "Just listen-"

"I don't have time for your warnings," Hammer snapped. "Give my regards to St. Peter, or whoever has his job, but in Hell."

A distant, shrill, bloodcurdling whiney shattered the air, causing them both to freeze and eyes widen.

Billy swallowed hard. "I told you he was going to kill me," he murmured. "I left the League!" He shouted, blood starting to boil while glaring at the hero. God, how his ankle was staring to make him feel sick. "I was going to kill them first! You-"

"I could kill Bad Horse then you," Hammer murmured, not taking his narrowing gaze off him. "I could kill you right now."

Thundering hooves started to pound over the passing cars' engines.

"Or you could give me the gun, so I can kill him," he hissed.

"And what makes you think I trust you?"

"I left the League!"

"Again: What makes me want to trust you? You tried to mur-"

A dark horse crept up behind Captain Hammer and kicked him in the back of the head, causing the man, and the gun, to fly over Billy and roll six feet away.

Billy stared at the unconscious man in horror for a few seconds, then slowly turned his gaze to the snorting Thoroughbred of Sin's dark eyes. Never had Billy seen such darkness that promised death in a being's eyes before. The coldness alone was enough to make his entire body go numb with dread and the pain in his busted ankle fade. Then he started to think… He had the gun! He had it! If Hammer hadn't showed up, Bad Horse would probably be already dead! He was so close to surviving! He was so damn close! His heart started to pound in his ears as he was taking shallow breaths, trying to calm himself. There was no way out of this. There was absolutely nothing he could do. Think of something happy… Something hap-

Billy screamed as a hoof crushed his left ribcage.

The second the hoof was removed, he started gasping as tears rolled down the corner of his eyes, resting his head on the concrete. He couldn't breath well and began to cough, causing his left lung to horribly ache. His head started to grow heavy and dizzy while his lung was begging for him to stop breathing so quick. The pain was too much. Too overwhelming and only one lung was working.

 _Close your eyes,_ a voice told him.

Why would he- Oh, God.

A hoof loomed over his face.

 _Close your eyes and think of Penny._

Penny…

He was supposed to call her and ask her on a date. He was supposed to love her and hold her.

Spots began to dance in his vision.

Reluctantly, Billy turned his head away, but it was heavy like his skull turned to lead. His eyes suddenly grew very tired. Sleep. He just wanted to sleep… He just wanted the pain to stop. He gave a weak cough, but it still agitated his lung. The world was now spinning. Dizzy… Pain… Sleep…

"Billy!"

…Penny.

He blacked out.


	13. Chapter 13

Penny covered her mouth and eyes started to water as she witnessed Bad Horse crushing Billy's ribs. His screamed of agony almost made her want to cover her ears, but the sight paralyzed her, horrified that Bad Horse, the Thoroughbred of Sin, was actually in front of her and was about to kill her friend. When Bad Horse raised his hoof over Billy's head, she had to do something. She couldn't just watch Billy die! She may have called the police and medics when Bad Horse arrived, but it may be too late. With the rest of the people in the laundromat watching, Penny dashed out the door. "Billy!"

Bad Horse turned his gaze to her, a gaze that was warning her to back off from his kill.

"Billy?" She whimpered, just staring at her friend, who almost looked dead. "Billy."

He didn't move. Probably unconscious.

She turned to Bad Horse, trying to fight the tears, trying to be strong. "Please let me have one last word with him," she pleaded. "Please. There is nothing that I can do to save him. Just give us two minutes. Perhaps even one."

Instead of lashing out, the Thoroughbred of Sin looked down at Billy, then slowly drew back his hoof, stepping back.

Penny ran to her friend's side, gently held his head, and ran her fingers through his blonde hair. "Billy," she choked. "Wake up. It's Penny." She wanted to run to Captain Hammer, beg him to get up, but knew there was no time. If Billy was going to die, she wanted to be by his side. She took his pulse on his neck and it was faint. Too faint. Tears rolled down her cheeks. "Billy…"

Looking up, she noticed Bad Horse's ears flattened, glaring at her as he approached them, wanting her to back off.

However, Penny held her ground and cradled Billy closer, protecting him, still keeping her fingers on his pulse, but lost the pulse. Jumping her fingers around his jaguar, she couldn't find it. Panicking, Penny placed a hand under his nose, but felt no air. She gently placed her ear to his chest and couldn't hear one beat. She looked down at him in distress, and rested his head on the concrete, tilted his chin back, pinched his nose, began to preform CPR. Just as she was about to compress on his ribs, she felt the broken bones under her hands, telling her that it was not possible to save his life, but continued to breathe air into his lungs as tears ran down her face.

Bad Horse began to back off, seeing that his job was finished and began to walk away as sirens echoed down the streets, coming to their position.

Penny sobbed into Billy's chest as the police and ambulance pulled into the parking lot. Medics hurried to them with a stretcher, Penny got to her feet, and stepped aside to allow the medics to do their job. A cop approached her as she was trying to compose herself. If did die, he would die a hero to her.

* * *

Billy's heart had stopped for seven minutes and was finally shocked back at the hospital. His spleen was punctured and needed to be removed, suffered four broken ribs, and an ankle, but was not out of it yet. The surgery to remove the spleen would take a hour and it was up.

Sitting in the waiting room, Penny started thinking. While in the ambulance with Billy, but took his phone and at arrival of the hospital, she dialed Moist to pick up the gear from the roof- Considering that is where Billy was dropped from and his bag was missing. The police were asking who Billy was and why Bad Horse wanted to kill him. She simply said that he was trying to stop Bad Horse from taking over the city and that he was an underdog hero. When asked about the Death Ray II, she said that Captain Hammer- Who had suffered a concussion- was the one who brought it because he heard about Bad Horse. When asked why Hammer dropped Billy off a roof, she answered that Hammer thought Billy was someone else because he had heard about Bad Horse, so he tried to get Billy to talk. The cop asked why would Hammer bring a gun that looked like Dr. Horrible's and she simply said because after Horrible nearly killed him with a Death Ray, he ordered a similar thing to get back at him. He vowed to destroy the E.L.E to save the city and wanted to kill Horrible with his own medicine. It wasn't a complete lie because she saw Hammer pointing the Ray at Billy mercilessly. She knew that he wanted revenge.

Believing her words, the cops crossed Billy out as a suspect, sending the gun back to Hammer, but luckily, Moist was aware of that, so he was going to be expecting the delivery.

"Penny?" A man's voice said.

Penny jolted her head up, facing a young doctor with glasses over his brown eyes.

"I want to inform you that the surgery was a success and he should be out any moment."

Immediately she covered her face with her hands as she wanted to cry in relief, smiling pure joy.

Billy was going to be okay.

The doctor told her the room number and started to thank him, going straight there, eager to see him herself as she could not stop smiling. She could not get to the fourth floor fast enough and the elevator ride was achingly slow. Right when the doors opened to the destined floor, she hurried to the left, following the numbers. Upon arrival at his room, she halted, and her smile grew faint, but not gone.

Billy was laying in bed, asleep, with a heart monitor beeping and a morphine drip attached to his right arm. His right ankle was propped on a pillow in a cast. Sitting in a nearby chair, Penny patiently waited for her friend to wake up, listening to the pleasant beeps on the monitor, telling her that his heart was steady.

* * *

About twenty minutes later, Billy began to stir, causing Penny to slowly stand up and approach his side.

When his blue eyes opened, they were groggy and heavy, but that sight made her eyes water in relief, fearing that she was never going to see those blue eyes again. "Penny?" He chocked, voice hoarse.

She smiled as tears filled her eyes, gently taking his hand. "Hey," she managed to say.

"I'm alive?"

"You didn't have a heartbeat for seven minutes, but they managed to start it up again," she quietly explained. "You also had your spleen removed and have four broken ribs."

His eyes slowly looked away, giving a swallow. "Bad Horse… was going to kill me."

"He left when I started to preform CPR," she quietly admitted, dropping her gaze. "He thought you were dead…"

Billy rested his head, closing his eyes. "You shouldn't have done that," he murmured. "Bad Horse will still kill me. He will not rest until I'm dead. I should've died. Bad Horse…" His voice began to drift as the heart monitor quickened.

"Billy," she soothed as her tears dried, wanting to clam him. "You're alive and-"

"He'll kill me." His eyes slowly opened. "They could find out what hospital I'm in and switch my medication and kill me. They'll kill me… They won't rest…" He gave another swallow and the monitor was still quickening. "You should've let me die. I don't want to go through that pain again…" He whimpered, looking away with pain and fear in his eyes.

Penny gently turned his head to her and kissed his lips. Immediately the monitor started to calm. "They won't kill you when you can't defend yourself," she reassured. "That's low. Even for-"

"You don't know them," he whispered. "One of them could go in disguise as a doctor when I'm asleep and switch-" He gave bitter chuckle. "They don't even have to switch it. They could just put air bubbles into my IV and… That'll be that." He quickly smirked. "I'm going to die. You just postponed my death. Thanks for that…" He looked away as heartache entered his gentle, blue eyes.

Penny sighed and gently kissed his head. "I am not going to let my boyfriend die," she whispered.

"How?" He grumbled.

"I'm not leaving your side until you walk out that door." That was a promise.

He looked at her with large eyes. "What?" He began to shake his head. "No. You have a job and- No. You can't stay here."

She looked him in the eyes and kissed him again. "I can't lose you again."

Billy kissed her as she placed a hand on the nape of his neck, drawing the kiss into a passionate one as his heart monitor began to quicken once more.

* * *

 **I want to thank you for reading and I hope enjoyed. I may write a sequel, so keep your eyes open for that!**


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